| Paula Financial, Inc. | |||
| Proposed Ticker: | PFCO | 300 North Lake Avenue, Suite 300 | |
| Exchange: | NASDAQ-National Market | Pasadena, CA 91101 | |
| Industry: | Financial (SIC Code 6331) | (626) 304-0401 | |
| # of Employees: | 250 | ||
| Type of Shares: | Common Shares | Filing Date: | 8/8/97 | |
| U.S. Shares Filed: | 0 | Filing Price: | - | |
| Non-U.S. Shares Filed: | 0 | Offering Amount: | $45,000,000 | |
| Primary Shares: | 0 | Expenses: | - | |
| Secondary Shares: | 0 | Shares Out After: |
| Manager | Tier | Phone |
| Goldman, Sachs & Co. | Lead Manager | (212) 902-5959 |
| Conning & Company | Co-manager |
| Issuer's Law Firm: | Gibson, Dunn & Crutcher |
| Bank's Law Firm: | Sullivan & Cromwell |
| Auditor: | KPMG Peat Marwick |
Dollar amounts in U.S. millions except for per share data | |||||
| 6 Month Ending Financials | |||||
| Full Year Audited Income | Latest Unaudited Income | Prior Unaudited Income | Balance Sheet | ||
| 12/31/96 | 6/30/97 | 6/30/96 | 6/30/97 | ||
| Revenue: | $65.76 | $46.34 | $27.55 | Assets: | $125.13 |
| Net Income: | $3.92 | $2.29 | $2.06 | Curr Assets: | |
| EPS: | $1.95 | $1.14 | $1.05 | Liabilities: | $99.15 |
| Prior EPS: | $0.15 | $8.09 | $2.17 | Curr Liabilities: | |
| Cash Flow/Oper: | $8.66 | $0.16 | $0.48 | Equity: | $25.98 |
| Cash Flow/Fin: | -$0.69 | -$8.48 | -$1.11 | Cash: | $6.64 |
| Cash Flow/Inv: | -$3.93 | -$8.48 | |||
| Business Description |
| The company is a California based specialty underwriter and distributor of commercial insurance products which, through its subsidiary PICO, is one of the largest underwriters specializing in workers' compensation insurance products and services. The Company began operations in 1946 as an insurance agency providing workers' compensation and group medical employee benefits to agribusiness employers in underserved rural markets. In 1974, PICO was formed to underwrite the workers' compensation portion of the business distributed by Pan Am, the Company's insurance agency. In late 1994, the Company added to its management team and its board of directors and embarked on a strategy of growth, including expansion into new states, while maintaining its focus on the agribusiness market. For the six months ended June 30, 1997, the Company had $45.9 million of premiums written, compared to $27.7 million for the comparable period in 1996, an increase of 65.3%. For the year ended December 31, 1996, the Company had premiums written of $63.6 million. The Company's primary geographic markets are California, Arizona, and Oregon, which accounted for approximately 67.8%, 13.6% and 12.0%, respectively, of premiums written for the six months ended June 30, 1997. Since 1995, the Company has commenced operations in Idaho, Texas, Florida and Alaska and has been licensed in New Mexico. |
| Competition |
| The workers' compensation insurance industry is highly competitive. Although there are 260 companies licensed to write workers' compensation insurance policies in California, the 20 largest companies accounted for more than 79% of the workers' compensation premiums written in California during 1996 (source: A.M. Best, State/Line Report, Property/Casualty, 1997 Edition). In each state in which the Company operates, the Company's single largest competitor in its targeted agricultural markets is the applicable state fund. Periodically, the Company competes with alternative risk funding arrangements such as self-insurance or captive insurance programs. Captive insurance companies are insurance or reinsurance companies in which an insured or a group of insureds holds significant ownership. Employers have the option of self insuring against workers' compensation liabilities. Normally, those companies who choose to self insure are very large employers and are not among the targeted insurance underwriting prospects of the Company. In those states without minimum premium laws, such as California, Oregon, Idaho, Alaska and Texas, the Company faces competition on the basis of price as well as on the services which it delivers to policyholders. As a result of Arizona's single deviated rate plan and Florida's minimum rate law, there has been no significant price competition in those states in terms of premiums charged. Competition among workers' compensation insurance carriers in those states has been based in large part on emphasizing dividends to policyholders, loss control and claims management services and maintaining relations with and varying commission rates paid to brokers and agents. The Company believes that its ability to compete successfully with larger carriers and to obtain and retain its accounts is due to its claims expertise, extensive experience in the agribusiness market and emphasis on service to policyholders. |
| Business Plan |
| The Company plans to grow its workers' compensation insurance business further by: (i) expanding the Company's agribusiness franchise outside of California and Arizona; (ii) increasing the Company's penetration of rural communities within California and Arizona; and (iii) expanding into other industries whose risk characteristics and service requirements are similar to those of agribusiness. The Company intends to support its growth strategy by continuing to affiliate with well-regarded, rural-focused insurance agencies and by developing additional relationships with trade associations and safety groups. |
| Use of Proceeds |
| The proceeds from the proposed offering will be contributed to PICO as capital to increase its capacity to underwrite additional insurance, to repay bank debt and other notes payable, and for general corporate purposes. |
| Name of Shareholder | % Owned Before | % Owned After |
| PAULA Financial and Subsidiaries | 27.90% | |
| Conning & Company | 25.40% | |
| Saugatuck Capital Company | 12.00% | |
| RFE Investment Partners IV, L.P. | 12.00% | |
| Jeffrey A. Snider | 10.70% |
| Officer Name | Title | Age |
| Jeffrey A. Snider | Chairman, Chief Executive Officer, President and Director of the Company and all of its subsidiaries | 45 |
| James A. Nicholson | Chief Financial Officer, Senior Vice President and Director of the Company and all of its subsidiaries | 52 |
| Andrew M. Slavitt | Chief Operating Officer, Senior Vice President and Director of the Company and all of its subsidiaries | 30 |
| Bradley K. Serwin | General Counsel, Senior Vice President, Secretary and Director of the Company and all of its subsidiaries | 36 |
| Victor Gloria III | Senior Vice President and Director of PICO | 43 |
| James M. Hannah | Vice President and Director of PICO | 49 |